PERUNGUDI REAL ESTATES PRIVATE LIMITED

PERUNGUDI REAL ESTATES PRIVATE LIMITED ANNUAL REPORT 2016 2017

NOTICE Notice is hereby given that the Second Annual General Meeting of Perungudi Real Estates Private Limited will be held at 10.30 a.m. on Tuesday, 19 th September, 2017 at 110, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai 600 041 to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt the financial statements of the Company for the financial year ended 31 st March, 2017, including the Audited Balance Sheet and the Statement of Profit and Loss and the Cash Flow Statement for the year ended on that date together with the reports of the Board of Directors and Auditors thereon. 2. To appoint a Director in place of Mr. P. Om Prakash (DIN: 05358506), who retires by rotation and being eligible, offers himself for re-appointment. 3. To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution: RESOLVED THAT pursuant to the provisions of Section 139 read with Rule 3 of the Companies (Audit and Auditors) Rules, and all other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof for the time being in force) and based on the recommendations of the Board, approval of the Shareholders be and is hereby accorded to ratify the appointment of M/s. S.R. Batliboi & Associates LLP, Chartered Accountants (ICAI Firm Registration No.101049W/E300004) as the Statutory Auditors of the Company from the conclusion of this Annual General Meeting until the conclusion of Third Annual General Meeting on such remuneration as may be recommended by the Audit Committee and finalized by the Board of Directors in consultation with the Statutory Auditors.. SPECIAL BUSINESS 4. To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution: RESOLVED THAT, pursuant to Section 149, 150, 152 and other applicable provisions of the Companies Act, 2013 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Mohan Parvatikar (DIN: 00235941), who was appointed as an Additional Director of the Company by the Board of Directors with effect from 18 th January, 2017 and who holds office until and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a member proposing his candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company to hold office up to five consecutive years commencing from 18 th January, 2017. 5. To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution: RESOLVED THAT, pursuant to Section 149, 150, 152 and other applicable provisions of the Companies Act, 2013 read with Schedule IV and all other applicable provisions of the

Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Ms. Meera Krishnakumar (DIN: 02179294), who was appointed as an Additional Director of the Company by the Board of Directors with effect from 18 th January, 2017 and who holds office until the date of this Annual General Meeting in terms of Section 161 of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a member proposing her candidature for the office of Director, be and is hereby appointed as an Independent Director of the Company to hold office up to five consecutive years commencing from 18 th January, 2017. 6. To consider and if thought fit, to pass with or without modification(s) the following resolution as an Ordinary Resolution: RESOLVED THAT, pursuant to Section 149, 150, 152 and other applicable provisions of the Companies Act, 2013 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Amit Mathur (DIN: 01943856), who was appointed as an Additional Director of the Company by the Board of Directors with effect from 15 th May, 2017 and who holds office until the date of this Annual General Meeting in terms of Section 161 of the Companies Act, 2013, and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a member proposing his candidature for the office of Director, be and is hereby appointed as a Director on the Board of the Company liable to retire by rotation. Place: Bangalore Date: 15 th May, 2017 By order of the Board For Perungudi Real Estates Private Limited Registered Office 110, Old SRP Tools, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai- 600041 Sd/- Om Prakash P Director DIN: 05358506

NOTES: a) A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF AND THE PROXY NEED NOT BE A MEMBER. b) Proxies in order to be effective must be received at the Registered Office of the Company not less than forty eight hours before this Annual General Meeting.

STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013: Item No.4: Pursuant to the provisions of Section 161(1) of the Companies Act, 203 and the Articles of Association of the Company, the Board of Directors have appointed Mr. Mohan Parvatikar (DIN: 00235941) as an Additional Director of the Company with effect from 18 th January, 2017. In terms of the provisions of Section 161(1) of the Act, Mr. Mohan Parvatikar would hold office up to the date of the ensuing Annual General Meeting. The Company has received notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Mr. Mohan Parvatikar for the office of Director of the Company. Mr. Mohan Parvatikar is not disqualified from being appointed as a Director in terms of Section 164 of the Act and has given his consent to act as a Director of the Company. Section 149 of the Act inter alia stipulates the criteria of independence should a company propose to appoint an Independent Director on its Board. As per the said Section 149, an Independent Director can hold office for a term up to 5 (five) consecutive years on the Board of a company and he shall not be included in the total number of Directors for retirement by rotation. The Company has received a declaration from Mr. Mohan Parvatikar that he meets with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013. Mr. Mohan Parvatikar, 60 years old, holds a Bachelor of Engineering degree in electrical from IIT, New Delhi and has done his Masters in Business Administration from the Indian Institute of Management (IIM), Bangalore. He has extensive and versatile experience for over thirty years in the field of Banking, Information Technology and Stock Broking. His other interests include application of quantitative techniques, simulation and modeling of financial systems. None of the Promoters, Directors, Key Managerial Personnel or their relatives are interested, financial or otherwise, if any in the Resolution No.4 of the accompanying Notice except to the extent of their Shareholding, if any in the Company. The Board recommends the Ordinary Resolution set out at Item No.4 of the Notice for approval by the Shareholders. Item No.5: Pursuant to the provisions of Section 161(1) of the Companies Act, 203 and the Articles of Association of the Company, the Board of Directors have appointed Ms. Meera Krishnakumar (DIN: 02179294) as an Additional Director of the Company with effect from 18 th January, 2017.

In terms of the provisions of Section 161(1) of the Act, Ms. Meera Krishnakumar would hold office up to the date of the ensuing Annual General Meeting. The Company has received notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Ms. Meera Krishnakumar for the office of Director of the Company. Ms. Meera Krishnakumar is not disqualified from being appointed as a Director in terms of Section 164 of the Act and has given her consent to act as a Director of the Company. Section 149 of the Act inter alia stipulates the criteria of independence should a company propose to appoint an Independent Director on its Board. As per the said Section 149, an Independent Director can hold office for a term up to 5 (five) consecutive years on the Board of a company and he/she shall not be included in the total number of Directors for retirement by rotation. The Company has received a declaration from Ms. Meera Krishnakumar that she meets with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013. Mrs. Meera Krishnakumar, 61 years old, holds a Bachelor of Science degree in Chemistry Honours and has done her Masters in Business Administration from Mysore University. She has more than three decades of experience in the field of Banking and Real Estate. She is also an entrepreneur for the last 15 years. None of the Promoters, Directors, Key Managerial Personnel or their relatives are interested, financial or otherwise, if any in the Resolution No.5 of the accompanying Notice except to the extent of their Shareholding, if any in the Company. The Board recommends the Ordinary Resolution set out at Item No.5 of the Notice for approval by the Shareholders. Item No.6: Pursuant to the provisions of Section 161(1) of the Companies Act, 203 and the Articles of Association of the Company, the Board of Directors have appointed Mr. Amit Mathur (DIN: 01943856), as an Additional Director of the Company with effect from 15 th May, 2017 to hold office up to the date of the ensuing Annual General Meeting. The Company has received notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Mr. Amit Mathur for the office of Director of the Company. Mr. Amit Mathur, 45 years old, is a senior investment professional at GIC Real Estate. As a founding member of the GIC RE investment management team in India, he has been deeply involved in driving the investment focus and strategy for India real estate. He holds a Bachelor of Architecture with post-graduate qualifications in Management (MBA) from the University of Sheffield. He has 21 years of experience in real estate development and investment management. Prior to GIC, Amit has worked with Kotak Realty Fund, Ascendas, K Raheja Corp and Shapoorji Pallonji Group. Amit has led some pioneering investments at GIC and earlier in his career.

None of the Promoters, Directors, Key Managerial Personnel or their relatives are interested, financial or otherwise, if any in the Resolution No.6 of the accompanying Notice except to the extent of their Shareholding, if any in the Company. The Board recommends the Ordinary Resolution set out at Item No.6 of the Notice for approval by the Shareholders. Place: Bangalore Date: 15 th May, 2017 By order of the Board For Perungudi Real Estates Private Limited Sd/- Om Prakash P Director DIN: 05358506 Registered Office 110, Old SRP Tools, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai- 600041

Perungudi Real Estates Private Limited. CIN: U70200TN2015PTC102278 Regd. Off. : 110, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai 600 041 Second Annual General Meeting on 19 th September, 2017 at 10.30 a.m. ATTENDANCE SLIP (To be handed over at the entrance of the Meeting Hall) CLID/ Folio No. : DPID. : No. of Shares held: I certify that I am a Registered Shareholder/Proxy for the Registered Shareholder of the Company. I hereby record my presence at the Second Annual General Meeting of the Company being held on Tuesday, 19 th September, 2017 at 10.30. a.m. at 110, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur,Chennai 600 041 Name of the Member/Proxy (in Block Letters ) Signature of Member / Proxy Notes: A member/proxy wishing to attend the meeting must fill up this Attendance Slip and hand it over at the entrance. If you intend to appoint a proxy, please complete the proxy form below and deposit it at the Company s Registered Office atleast 48 hours before the meeting. ------------------------------------------------------------------------------------------------------------------------ Perungudi Real Estates Private Limited. CIN: U70200TN2015PTC102278 Regd. Off. : 110, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai 600 041 Second Annual General Meeting on 19 th September, 2017 at 10.30 a.m. CLID/ Folio No. : DPID. : No. of Shares held: PROXY FORM I/ We of in the district of being Member(s) of Perungudi Real Estates Private Limited hereby appoint of in the district of or failing him/her appoint of in the district of as my/our proxy to attend and vote for me/us on my/our behalf at the Second Annual General Meeting of the Company to be held on Tuesday, 19 th September, 2017 at 10.30 a.m. at 110, Rajiv Gandhi Salai, OMR Road, Thiruvanmiyur, Chennai 600 041 and at any adjournment thereof. Name of the Member/Proxy (in Block Letters ) Signature of Member / Proxy Notes: This proxy form duly completed must be received at the Company s Registered Office at least 48 hours before the meeting

ROUTE MAP OF VENUE OF THE AGM MEETING: 110, RAJIV GANDHI SALAI, OMR ROAD, THIRUVANMIYUR, CHENNAI 600 041

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 Dear Members, BOARD S REPORT We have pleasure in presenting the Second Annual Report on business and operations of the Company together with the Audited Statement of Accounts for the financial year ended 31 st March, 2017. FINANCIAL HIGHLIGHTS: (Rupees in Lakhs) Particulars 2016-17 For the period from 21 st September, 2015 to 31 st March, 2016 Total Income 9.79 68.85 Total Expenses 27.93 40.90 Profit/(Loss) before tax (18.14) 27.95 Provision for : Current Tax - 8.67 Net Profit/(Loss) after Tax (18.14) 19.28 Other Comprehensive Income - - Total Comprehensive Income (18.14) 19.28 FINANCIAL & OPERATIONAL OVERVIEW: During the year your Company has earned the revenue by way of total income amounting to Rs.9.79 lakhs compared to Rs.68.85 lakhs in the previous year which are primarily other income. Yours company has incurred net loss of Rs. Rs.18.14 lakhs as compared to a profit of Rs.19.28 lakhs in the previous year. Your Company is in process of obtaining approvals for development of commercial space aggregating to 2 million sq. ft. and a residential development of 0.5 million sq ft approximately. SUBSIDIARIES/ JOINT VENTURES AND ASSOCIATES: The Company is subsidiary of Brigade Enterprises Limited and there are no subsidiaries/ associates. 1

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 TRANSFER TO RESERVES: An amount of Rs.3.88 lakhs has been transferred from Debenture Redemption Reserves to General Reserve on conversion of optionally convertible debentures. DIVIDEND: Directors have not recommended any dividend for the year. FIXED DEPOSITS: The Company has not accepted any deposits in terms of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014, during the year and accordingly, no amount is outstanding as on the Balance Sheet date. SHARE CAPITAL & ISSUE OF SECURITIES: During the year the Authorised Share Capital was increased from the Rs.6,00,00,000/- (Rupees Six Crores Only) comprising of 1. Rs.10,00,000 (Ten Lakhs only) divided into 1,00,000 Class A Equity Shares of Rs.10/- each 2. Rs.2,88,90,000 (Two Crores Eighty Eight Lakhs Ninety Thousand only) divided into 28,89,000 Class B Equity Shares of Rs.10/- each 3. Rs.2,78,00,000 (Two Crores Seventy Eight Lakhs only) divided into 27,80,000 Class C Equity Shares of Rs.10/- each 4. Rs.23,10,000 (Twenty Three Lakhs Ten Thousand only) divided into 23,100 A Series Compulsorily Convertible Preference Shares (CCPS) of Rs.100/- each to Rs.124,93,10,000 (Rupees One Hundred and Twenty Four Crores Ninety Three Lakhs Ten Thousand only) divided into: 1. Rs.10,00,000 (Ten Lakhs only) divided into 1,00,000 Class A Equity Shares of Rs.10/- each 2. Rs.62,40,00,000 (Sixty Two Crores Forty Lakhs only) divided into 6,24,00,000 Class B Equity Shares of Rs.10/- each 3. Rs.62,20,00,000 (Sixty Two Crores Twenty Lakhs only) divided into 6,22,00,000 Class C Equity Shares of Rs.10/- each 2

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 4. Rs.23,10,000 (Twenty Three Lakhs Ten Thousand only) divided into 23,100 A Series Compulsorily Convertible Preference Shares (CCPS) of Rs.100/- each The Paid up Share Capital was increased from Rs. 6,00,00,000/- (Rupees Six Crores Only) comprising of: Brigade Enterprises Limited: 1. 51,000 Class A Equity Shares issued at a price of INR 10 per share 2. 28,89,000 Class B Equity Shares issued at a price of INR 10 per share Reco Caspia Private Limited: 1. 49,000 Class A Equity Shares issued at a price of INR 10 per share 2. 27,80,000 Class C Equity Shares issued at a price of INR 10 per share 3. 23,100 A Series Compulsorily Convertible Preference Shares (CCPS) issued at a price of INR 100 per share to Rs. 1,24,80,00,000/- (Rupees One Hundred Twenty Four Crores Eighty Lakhs Only) comprising of : Brigade Enterprises Limited: 1. 51,000 Class A Equity Shares issued at a price of INR 10 per share 2. 6,23,01,000 Class B Equity Shares issued at a price of INR 10 per share Reco Caspia Private Limited: 1. 49,000 Class A Equity Shares issued at a price of INR 10 per share 2. 6,21,68,000 Class C Equity Shares issued at a price of INR 10 per share 3. 23,100 A Series Compulsorily Convertible Preference Shares (CCPS) issued at a price of INR 100 per share 3

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 CONVERTIBLE DEBENTURES: Your Company had issued on the private placement basis the following securities on 27 th January, 2017: 5,00,000 12% A11 Series Fully Convertible Debentures (FCD s) of Rs.100/- (Rupees Hundred Only) each aggregating to Rs.5,00,00,000/- (Rupees Five Crores Only) to Reco Caspia Private Limited. 5,00,000 12% A11 Series Optionally Convertible Debentures (OCD s) of Rs.100/- (Rupees Hundred Only) each aggregating to Rs.5,00,00,000/- (Rupees Five Crores Only) to Brigade Enterprises Limited. During the year your Company allotted 2,97,06,000/- (Two Crore Ninety Seven lakhs Six Thousand) fully paid up Class B Equity shares of Rs.10/- each on exercise of conversion of 29,70,600 (Twenty Nine Lakhs Seventy Thousand Six Hundred) Series A1 Optionally Convertible Debentures (OCD s) to 2,97,06,000/- (Two Crore Ninety Seven lakhs Six Thousand) and 29,70,600 (Twenty Nine Lakhs Seventy Thousand Six Hundred) Series A2 Optionally Convertible Debentures (OCD s) to 2,97,06,000/- (Two Crore Ninety Seven lakhs Six Thousand) by the debenture holder. Further, During the year your Company allotted 2,96,94,000/- (Two Crore Ninety Six Lakhs Ninety Four Thousand) fully paid up Class C Equity shares of Rs.10/- each on exercise of conversion of 29,69,400 (Twenty Nine Lakhs Sixty Nine Thousand Four Hundred) Series A1 Fully Convertible Debentures (FCD s) to 2,96,94,000/- (Two Crore Ninety Six Lakhs Ninety Four Thousand) and 29,69,400 (Twenty Nine Lakhs Sixty Nine Thousand Four Hundred) Series A2 Fully Convertible Debentures (FCD s) to 2,96,94,000/- (Two Crore Ninety Six Lakhs Ninety Four Thousand) by the debenture holder. The impact of the above has resulted in the increase in the paid up share capital which has been detailed earlier. BOARD OF DIRECTORS: The Board of Directors of the Company comprises of five Non-Executive Directors of which two are Independent Non-Executive Directors. In accordance with the Articles of Association of the Company and the provisions of Section 152(6)(e) of the Companies Act, 2013, Mr. P. Om Prakash (DIN: 05358506), Director of the Company will retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment. 4

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 The Board of Directors at their meeting held on 18 th January, 2017 have appointed Mr. Mohan Parvatikar (DIN: 00235941) and Ms. Meera Krishnakumar (DIN: 02179294) as an Additional Directors of the Company in the category of Independent Directors, with effect from 18 th January, 2017. They hold office up to the date of ensuing Annual General Meeting. The aforesaid Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013. None of the Directors of the Company are disqualified under Section 164(2) of the Companies Act, 2013. BOARD MEETINGS: During the year under review, the Board of Directors of the Company met 7 times on the following dates: Dates on which Board Meetings were Held Total Strength of the Board No of Directors Present 5 th May, 2016 4 (Four) 4 (Four) 21 st July, 2016 4 (Four) 3 (Three) 27 th October, 2016 4 (Four) 4 (Four) 6 th December, 2016 4 (Four) 2 (Two) 18 th January, 2017 4 (Four) 4 (Four) 27 th January, 2017 6 (Six) 3 (Three) 30 th March, 2017 6 (Six) 3 (Three) ATTENDANCE OF DIRECTORS AT BOARD MEETINGS: The Board of Directors of the Company have attended the Board Meetings as per the following details: Name of the Director Board meetings attended in the financial year 2016-2017 Attendance in the 1 st Annual General Meeting held on 29 th August,2016 Mr. Om Prakash P 6 (Six) Yes Ms. Om Ahuja 4 (Four) No Mr. Dinesh Meel 7 (Seven) Yes Mr. Kishore Gotety 6 (Six) No Mr. Mohan Parvatikar - - 5

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 Ms. Meera Krishnakumar - - AUDIT COMMITTEE: During the year, an Audit Committee has been constituted in accordance with provisions of Section 177 of the Companies Act, 2013. The Audit Committee comprises of following members as on 31 st March, 2017. 1. Mr. Mohan Parvatikar - Chairman 2. Mr. Dinesh Meel - Member 3. Mr. Om Prakash P - Member 4. Ms. Meera Krishnakumar Member NOMINATION & REMUNERATION COMMITTEE: During the year, a Nomination & Remuneration Committee has been constituted in accordance with the provisions of the Section 178 of the Companies Act, 2013. The Nomination & Remuneration Committee comprising of following members as on 31 st March, 2017 1. Ms. Meera Krishnakumar - Chairman 2. Mr. Dinesh Meel - Member 3. Mr. Om Prakash P - Member 4. Mr. Mohan Parvatikar Member POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION: The Directors of the Company are appointed by the members at annual general meetings in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder. There is no remuneration paid to any directors and the directors are not entitled for any sitting fees for attending the meetings of the Board. DIRECTORS RESPONSIBILITY STATEMENT: The Board of Directors hereby confirms that: a) in the preparation of the annual financial statements for the year ended 31 st March, 2017, the applicable accounting standards have been followed along with proper explanation relating to material departures; 6

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period; c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the annual financial statements have been prepared on a going concern basis; e) there are proper systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively. KEY MANAGERIAL PERSONNEL: The provisions relating to Key Managerial Personnel in accordance with the provisions of Section 203 of the Companies Act, 2013 is not applicable for the financial year 2016-17. PARTICULARS OF EMPLOYEES: Particulars pursuant to section 134 read with the Rule 5(2) & 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 of the Companies Act, 2013 is not applicable as the Company doesn t have any employees during the year under review. STATUTORY AUDITORS: The members of the Company at the first Annual General Meeting held on 29 th August, 2016 approved the appointment of M/s. S.R. Batliboi & Associates LLP, Chartered Accountants (ICAI Firm Registration No.101049W/E300004), Statutory Auditors of the Company for a period of 5 years till the conclusion of Sixth Annual General Meeting, which is subject to annual ratification by the members of the Company in terms of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014. The resolution relating to annual ratification of statutory auditors appointment is part of the notice of the second Annual General Meeting. Members may ratify the appointment of M/s. S.R. Batliboi & Associates LLP, Chartered Accountants as the Statutory Auditors of the Company for the financial years 2017-18. 7

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 There are no qualifications or adverse remarks in the Statutory Auditors Report for the financial statements for the year ended 31 st March, 2017 which require any explanation from the Board of Directors. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: There are no investments made or loan or guarantee given by the Company during the financial year 2016-17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES: The related party transactions undertaken during the financial year 2016-17 as detailed in notes to accounts of the financial Statements. The related party transactions are carried at arm s length basis and in the normal course of business. EXTRACT OF ANNUAL RETURN: In terms of Section 92 (3) of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, the extract of the Annual Return of the Company for the financial year 2016-17 in Form No. MGT-9 is appended as Annexure-1 to this Report. MATERIAL CHANGES AND COMMITMENTS: There were no material changes and commitments for the period under review, which significantly affects the financial position of the Company. SIGNIFICANT OR MATERIAL ORDER: During the financial year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the Company s operations in the future. INTERNAL FINANCIAL CONTROL SYSTEMS: The Company has adequate internal financial control systems in place with reference to the financial statements. During the year under review, these controls were evaluated and no significant weakness was identified either in the design or operation of the controls. 8

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 RISK MANAGEMENT: The Board of Directors have been entrusted with the responsibility for establishing policies to monitor and evaluate risk management systems of the Company. The business risks identified are reviewed and a detailed action plan to mitigate identified risks is drawn up and its implementation monitored. The key risks and mitigation actions will also be placed before the Board of Directors of the Company on a periodic basis. CORPORATE SOCIAL RESPONSIBILITY: The provisions relating to Corporate Social Responsibility are not applicable to the Company as on 31 st March, 2017. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO: A. CONSERVATION OF ENERGY: The Company has limited scope for energy conservation. Emphasis is being laid on employing techniques which result in conservation of energy. At work place, emphasis is more on installation of energy efficient lights and using natural light to a maximum extent. B. TECHNOLOGY ABSORPTION: NIL C. FOREIGN EXCHANGE EARNINGS AND OUTGO: During the year under review, the Company has not earned any income in Foreign Currency but has incurred the expenditure as per the table detailed below: Particulars 2016-17 2015-16 Expenditure in Foreign Currency: Architect and Consultancy Charges Travelling Expenses Interest on debentures 2,10,12,108 3,59,098 35,73,80,056 1,73,53,333 15,68,765 2,23,92,197 Total 37,87,51,262 4,13,14,295 9

PERUNGUDI REAL ESTATES PRIVATE LIMITED Regd. Off.: 110, Old SRP Tools, Rajiv Gandhi Salai OMR Road, Thiruvanmiyur, Chennai 600 041 Ph: +91-044 - 43587017 CIN: U70200TN2015PTC102278 HUMAN RESOURCES: There are no employees on the rolls of the Company at present. ACKNOWLEDGEMENTS: The Directors wish to place on record their appreciation and sincere thanks to all the stakeholders for the continued support and patronage. We look forward to your support and cooperation as the Company is entering the next league of growth. By Order of the Board For Perungudi Real Estates Private Limited Sd/- Sd/- Place: Bangalore Om Prakash P Dinesh Meel Date: 15 th May, 2017 Director Director DIN: 05358506 DIN: 06406897 10

ANNEXURE-1 FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN As on financial year ended on 31.03.2017 Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014. I. REGISTRATION & OTHER DETAILS: 1 CIN 2 Registration Date 3 Name of the Company 4 Category/Sub-category of the Company 5 6 7 Address of the Registered office & contact details Whether listed company Name, Address & contact details of the Registrar & Transfer Agent, if U70200TN2015PTC102278 21st September, 2015 Perungudi Real Estates Private Limited Company Limited by Shares Indian Non - Government Company 110, Old SRP Tools, Rajiv Gandhi Salai, Omr Road, Thiruvanmiyur, Chennai,Tamil Nadu-600041 Tel: +91 8041379200 Email: omprakash100@gmail.com No NA II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the total turnover of the company shall be stated) S. No. Name and Description of main products / services NIC Code of the Product/service % to total turnover of the company Real Estate 681 100% III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES Name and Address of the company CIN/GLN Holding /Subsidiary/Associate % of Shares held Applicable Section Reco Caspia Pte Limited 201539690E Holding Company 51% 2(46) Brigade Enterprises Limited L85110KA1995PLC019126 Associate Company 49% 2(6) IV. SHAREHOLDING PATTERN (Equity share capital breakup as percentage of total equity) (i) Category-wise Share Holding Category of No. of Shares held at the beginning of the year Shareholders Demat Physical Total % of Total Shares A. Promoters (1) Indian a) Individual/ HUF b) Central Govt c) State Govt(s) d) Bodies Corp. e) Banks / FI f) Any other Sub Total (A) (1) No. of Shares held at the end of the year Demat Physical Total % of Total Shares % Change during the year - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% (2) Foreign a) NRI Individuals b) Other Individuals c) Bodies Corp. d) Any other Sub Total (A) (2) TOTAL (A) B. Public Shareholding 1. Institutions a) Mutual Funds b) Banks / FI c) Central Govt d) State Govt(s) e) Venture Capital Funds f) Insurance Companies g) FIIs h) Foreign Venture Capital Funds i) Others (specify) Sub-total (B)(1):- - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - 0.00% - - 0.00% 0.00% - - - 0.00% - - - 0.00% 0.00% - - - 0.00% - - - 0.00% 50.00% - 0.00% - 0.00% 0.00% 0.00% 0.00% 0.00% - 0.00% - 0.00% 0.00% - 0.00% - 0.00% 0.00% - 0.00% - - 0.00% - 0.00% 0.00% 0.00% 0.00% 0.00% - 0.00% - 0.00% - 0.00% 0.00% - - - 0.00% - - - 0.00% 0.00% 0.00% - 0.00% 0.00% 0.00%

2. Non-Institutions a) Bodies Corp. i) Indian ii) Overseas b) Individuals i) Individual shareholders holding nominal share capital upto Rs. 1 lakh ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh c) Others (specify) Directors Non Resident Indians Overseas Corporate Bodies Foreign Nationals Clearing Members Employees HUF Trusts Foreign Bodies - D R Sub-total (B)(2):- Total Public (B) C. Shares held by Custodian for GDRs & ADRs Grand Total (A+B+C) 29,40,000 29,40,000 51.00% 623,52,000 623,52,000 51.00% 2020.81% 0.00% 0.00% 0.00% - 0.00% - 0.00% 0.00% - 0.00% 0.00% 0.00% 0.00% - 0.00% 0.00% 28,29,000 28,29,000 49.00% 622,17,000 0.00% 0.00% - 0.00% - 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% - - - - - 0.00% - 0.00% 0.00% 0.00% - 0.01% 0.01% - 0.00% - 0.00% 0.00% - 57,69,000 57,69,000 100.00% - 1245,69,000 1245,69,000 100.00% 2059.28% - 57,69,000 57,69,000 100.00% - 1245,69,000 1245,69,000 100.00% 2059.28% - 0.00% - 57,69,000 57,69,000 100.00% - 1245,69,000 1245,69,000 100.00% 2059.28% 0.00% 622,17,000 49.00% 0.00% 0.00% 2099.26% 0.00% (ii) Shareholding of Promoter: NIL SN Shareholder s Name Shareholding at the beginning of the year Shareholding at the end of the year No. of Shares % of total Shares of the company No. of Shares % of total Shares of the company % of Shares Pledged/ encumbered to total shares % of Shares Pledged / encumbered to total shares % change in shareholding during the year 1-0 0.00% - 0.00% - 0.00% 2-0 0.00% - 0.00% - 0.00% (iii) Change in Promoters Shareholding (please specify, if there is no change) : NIL SN Particulars Date Reason Shareholding at the beginning of the year Cumulative Shareholding during the year No. of shares % of total shares No. of shares % of total shares At the beginning of the year 01.04.2016-0.00% Changes during the year - 0.00% At the end of the year 31.03.2017-0.00% - 0.00% (iv) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs) SN For each of the Top 10 Date Reason Shareholding at the beginning of the year Cumulative Shareholding during the year shareholders No. of shares % of total shares No. of shares % of total shares 1 Brigade Enterprises Limited At the beginning of the year Changes during the year At the end of the year 01.04.2016 29,40,000 51.00% 30.03.2017 Conversion 594,12,000 0.00% 31.03.2017 623,52,000 51.00% 623,52,000 51.00% 2 Reco Caspia Pte Ltd At the beginning of the year 01.04.2016 28,29,000 49.00% Changes during the year 30.03.2017 Conversion 593,88,000 0.00% At the end of the year 31.03.2017 622,17,000 49.00% 622,17,000 49.00% (v) Shareholding of Directors and Key Managerial Personnel: NIL V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment. (Amt. Rs./Lacs) Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness Indebtedness at the beginning of the financial year i) Principal Amount - - - - ii) Interest due but not paid - - - iii) Interest accrued but not due - - - - Total (i+ii+iii) - - - -

Change in Indebtedness during the financial year * Addition - - - - * Reduction - - - - Net Change Indebtedness at the end of the financial year i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due Total (i+ii+iii) VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL B. Remuneration to other Directors: NIL - - - - - - - - - - - - - - - - - - - - C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD: NIL VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES: Type Section of the Brief Description Details of Penalty / Companies Act Punishment/ Compounding fees imposed Authority [RD / NCLT/ COURT] Appeal made, if any (give Details) A. COMPANY Penalty Punishment Compounding B. DIRECTORS Penalty Punishment Compounding C. OTHER OFFICERS IN DEFAULT Penalty Punishment Compounding NIL